Southern First Bancshares, Inc. (NASDAQ:SFST) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01 Entry Into a Material Definitive
Agreement.

On April 27, 2017, Southern First Bancshares, Inc. (the Company),
and its wholly-owned bank subsidiary, Southern First Bank, a
South Carolina state bank (the Bank), entered into an
underwriting agreement, or the Underwriting Agreement, with
Sandler ONeill Partners, L.P., as underwriter, to offer and sell
700,000 shares of the Companys common stock, par value $0.01 per
share (the Common Stock), at a public offering price of $32.75
per share in an underwritten public offering (the Offering). As
part of the Offering, the Company granted the underwriter a
30-day option to purchase up to an additional 105,000 shares of
Common Stock. The underwriting discounts and commissions were
$1.72 per share sold in the Offering. The net proceeds of the
Offering, after underwriting discounts and expenses, and without
exercise of the underwriters option, will be approximately $21.5
million.

The Underwriting Agreement contains customary representations,
warranties and covenants among the parties as of the date of
entering into such Underwriting Agreement. These representations,
warranties and covenants are not factual information to investors
about the Company or the Bank, and the sale of the Common Stock
in the Offering is not a representation that there has not been
any change in the condition of the Company. A copy of the
Underwriting Agreement is filed as Exhibit 1.1 to this Current
Report on Form 8-K and is incorporated herein by reference. The
description of the material terms of the Underwriting Agreement
is qualified in its entirety by reference to Exhibit 1.1 to this
Current Report on Form 8-K.

to the Underwriting Agreement, directors and certain executive
officers of the Company and the Bank entered into agreements in
substantially the form included as an exhibit to the Underwriting
Agreement providing for a 90-day lock-up period with respect to
sales of specified securities, subject to certain exceptions.

The offer and sale of shares of Common Stock to be sold in the
Offering have been registered under the Securities Act of 1933,
as amended, to a shelf registration statement on Form S-3
(Registration No. 333-217031) declared effective by the
Securities and Exchange Commission on April 11, 2017 (the
Registration Statement). The offer and sale of the shares of
Common Stock in the Offering are described in the Companys
prospectus constituting a part of the Registration Statement, as
supplemented by a final prospectus supplement dated April 27,
2017.

ITEM 8.01. Other Events.

On April 27, 2017, the Company issued a press release announcing
the pricing of the Offering, a copy of which is included as
Exhibit 99.1 to this Current Report on Form 8-K.

ITEM 9.01. Financial Statements and Exhibits.

(d) Exhibits.

About Southern First Bancshares, Inc. (NASDAQ:SFST)

Southern First Bancshares, Inc. is a bank holding company that owns the capital stock of Southern First Bank (the Bank), a South Carolina state bank, and all of the stock of Greenville First Statutory Trust I and II (the Trusts). The Bank is a commercial bank with approximately nine retail offices located in Greenville, Columbia and Charleston, South Carolina. The Bank is primarily engaged in the business of accepting demand deposits and savings deposits insured by the Federal Deposit Insurance Corporation (the FDIC) and providing commercial, consumer and mortgage loans to the public. In addition to deposit and loan services, the Company offers other bank services, such as Internet banking, cash management services, safe deposit boxes, direct deposit and automatic drafts for various accounts. The Bank offers a range of lending services, including real estate, commercial, and equity-line consumer loans to individuals and small- to medium-sized businesses, and professional firms.

Southern First Bancshares, Inc. (NASDAQ:SFST) Recent Trading Information

Southern First Bancshares, Inc. (NASDAQ:SFST) closed its last trading session up +0.90 at 33.90 with 210,804 shares trading hands.